SEC Form 4 · accession 0000899243-17-004546
Shell Midstream Partners, L.P. · SHLX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Shell Midstream Partners GP LLC
10% Owner
Shell Pipeline Co LP
10% Owner
Shell Midstream LP Holdings LLC
10% Owner
Period of report
Feb 15, 2017
Accepted (ET)
Feb 17, 2017 · 4:55 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001610466
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common units representing limited partner interestsF1,F2 | Feb 15, 2017 | C | 67,475,068 | — | A | 88,950,136 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Subordinated units representing limited partner interestsF2,F1 | $0.00 | Feb 15, 2017 | C | 67,475,068 | D | — | — | Common units representing limited partner interests | 67,475,068 | 0 | I |
Explanation of responses
- F1This Form 4 is being filed jointly by Shell Pipeline Company LP ("SPLC"), Shell Midstream LP Holdings LLC ("LP Holdco") and Shell Midstream Partners GP LLC (the "General Partner"). LP Holdco and the General Partner are wholly owned subsidiaries of SPLC. Accordingly, SPLC may be deemed to indirectly beneficially own securities of Shell Midstream Partners, L.P. (the "Partnership") owned directly by LP Holdco and the General Partner.
- F2Represents the conversion of 67,475,068 subordinated units representing limited partner interests in the Partnership, which were converted into common units representing limited partner interests in the Partnership on a one-to-one basis upon expiration of the subordination period as set forth in the Partnership's First Amended and Restated Agreement of Limited Partnership.